THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

U.S. Bancorp (USB)

3/8/2006 Proxy Information

During 2005, U.S. Bancorp and our banking and investment subsidiaries engaged in transactions in the ordinary course of business with some of our directors and the entities with which they are associated. All loans, loan commitments and sales of notes and other banking services in connection with these transactions were made in the ordinary course of business, on substantially the same terms, including current interest rates and collateral, as those prevailing at the time for comparable transactions with others and did not involve more than the normal risk of collectibility or present other unfavorable features.

United Medical Resources, Inc., of which Victoria Buyniski Gluckman was Chairman, President, Chief Executive Officer and 100% shareholder throughout 2005, serves as a third-party administrator for a U.S. Bancorp dental benefits plan applicable to certain employees. During fiscal year 2005, U.S. Bancorp paid $199,159 to United Medical Resources in connection with its services.

In 2005, U.S. Bank National Association, U.S. BancorpÕs principal banking subsidiary, entered into an agreement with Schnuck Markets, Inc., of which Craig D. Schnuck is Chairman and during 2005 was Chief Executive Officer, and of which he beneficially owns approximately 13% of the outstanding capital stock, to operate 27 branches and 39 ATMs in grocery stores owned by Schnuck Markets. Mr. SchnuckÕs sister, Nancy A. Diemer, and his four brothers, Scott C. Schnuck, Todd R. Schnuck, Mark J. Schnuck and Terry E. Schnuck, also each beneficially own approximately 13% of the outstanding capital stock of Schnuck Markets. In addition, each of Mr. SchnuckÕs brothers is a director of, and holds the following officer positions with, Schnuck Markets: Scott C. Schnuck, President and Chief Executive Officer; Todd R. Schnuck, Executive Vice President, Chief Financial Officer and Assistant Secretary; Mark J. Schnuck, Vice President; and Terry E. Schnuck, Assistant Secretary. Rent and fee payments by U.S. Bank to Schnuck Markets under the agreement and for two pre-existing in-store branches were approximately $220,000 in fiscal year 2005. The amount of payments to be made to Schnuck Markets under this agreement in future years are not expected to exceed $2 million in any one year. In addition, during 2005, Schnuck Markets purchased Missouri state tax credits from a wholly owned subsidiary of U.S. Bank National Association for a purchase price of $1.6 million. The consolidated gross revenues of Schnuck Markets in 2005 were approximately $2.2 billion. These transactions were conducted at armsÕ length in the ordinary course of business of each party to the transaction.

3/3/2005 Proxy Information

During fiscal year 2004, the following individuals served as members of our Compensation Committee: Linda L. Ahlers, Peter H. Coors, David B. OÕMaley, Thomas E. Petry, Patrick T. Stokes and John J. Stollenwerk. None of these individuals, including those currently serving on the Compensation Committee, has ever served as an officer or employee of U.S. Bancorp or any of our subsidiaries. Certain transactions between U.S. Bancorp and Mr. OÕMaley are disclosed below under the caption ŌLoans to Directors and Executive Officers.Ķ

Loans to Directors and Executive Officers

During fiscal year 2004, U.S. Bancorp had an outstanding loan with one of our directors, David B. OÕMaley. The loan was used by Mr. OÕMaley to invest in the U.S. Bancorp Piper Jaffray ECM Fund II during fiscal year 2001. Mr. OÕMaley repaid this loan in full in February 2004, and the highest outstanding balance on the loan at any time during 2004 was $20,542.96. The terms of the loan required annual interest payments, commencing December 31, 2002, on the principal balance outstanding from time to time at an annual rate of 2.25 basis points over one-month LIBOR, with maturity at December 31, 2008.

During 2004, U.S. Bancorp and our banking and investment subsidiaries engaged in transactions in the ordinary course of business with some of our directors and the entities with which they are associated. All loans, loan commitments and sales of notes and other banking services in connection with these transactions were made in the ordinary course of business, on substantially the same terms, including current interest rates and collateral, as those prevailing at the time for comparable transactions with others and did not involve more than the normal risk of collectibility or present other unfavorable features. United Medical Resources, Inc., of which Victoria Buyniski Gluckman is Chairman, President, Chief Executive Officer and 100% shareholder, serves as a third-party administrator for U.S. BancorpÕs dental benefits plan applicable to certain employees. During fiscal year 2004, U.S. Bancorp paid $191,487 to United Medical in connection with its services. This transaction was conducted at armsÕ length in the ordinary course of business

3/8/2004 Proxy Information

U.S. Bancorp purchases life insurance coverage for the benefit of certain executive officers and employees from The Ohio National Life Insurance Company, of which Mr. O'Maley is Chairman, President and Chief Executive Officer.

Loans to Directors and Executive Officers

During fiscal year 2003, U.S. Bancorp had outstanding loans with two of our directors. The loans were used by the directors to invest in the U.S. Bancorp Piper Jaffray ECM Fund II. The terms of the loans require annual interest payments, commencing December 31, 2002, on the principal balance outstanding from time to time at an annual rate of 2.25 basis points over one-month LIBOR, with maturity at December 31, 2008. The following table lists the outstanding balances of these ECM Fund loans:

Name

Largest aggregate amount of loan outstanding at any time during 2003

Amount outstanding as of January 31, 2004

Arthur D. Collins, Jr.

$ 184,591

0

David B. OÕMaley

$ 55,377

$ 20,543

We also are contractually obligated to pay the premiums on split-dollar life insurance policies for some of our executive officers. The premiums paid by us for certain of these policies have been treated as loans to the executive officers and collateralized by the underlying cash surrender value and death benefit of the policies. Amounts for the executive officers whose premium payments have been treated as loans by us to the officers are summarized in the table below: Largest aggregate amount of loan Amount outstanding at any outstanding as of time during 2003 January 31, 2004 William L. Chenevich $ 229,387 0 Jerry A. Grundhofer $ 89,884 0 Joseph E. Hasten $ 251,822 0

Other than as permitted under the Sarbanes-Oxley Act of 2002, no new loans will be entered into with our executive officers or directors, and the terms of existing loans will not be modified or amended.

Other Transactions

During 2003, U.S. Bancorp and our banking and investment subsidiaries engaged in transactions in the ordinary course of business with some of our directors and the entities with which they are associated. All loans, loan commitments and sales of notes and other banking services in connection with these transactions were made in the ordinary course of business, on substantially the same terms, including current interest rates and collateral, as those prevailing at the time for comparable transactions with others and did not involve more than the normal risk of collectibility or present other unfavorable features. United Medical Resources, Inc., of which Victoria Buyniski Gluckman is Chairman, President, Chief Executive Officer and 100% shareholder, serves as a third-party administrator for U.S. BancorpÕs dental benefits plan. During fiscal year 2003, U.S. Bancorp paid $179,359 to United Medical in connection with its services. This transaction was conducted at armsÕ length in the ordinary course of business.

3/3/2003 Proxy Information

Jerry Grundhofer is the brother of John Grundhofer.

During 2002, U.S. Bancorp and our banking and broker dealer subsidiaries engaged in the ordinary course of business in transactions with our directors and the entities with which they are associated. All loans, loan commitments and sales of notes and other banking services in connection with these transactions were made in the ordinary course of business, on substantially the same terms, including current interest rates and collateral, at those prevailing at the time for comparable transactions with others and did not involve more than the normal risk of collectibility or present other unfavorable features.

Other reportable transactions in which U.S. Bancorp participated in 2002 with entities with which our directors are associated include the following: U.S. Bancorp purchases life insurance coverage for the benefit of certain executive officers and employees from The Ohio National Life Insurance Company, of which Mr. O'Maley is Chairman, President and Chief Executive Officer. During fiscal year 2002, U.S. Bancorp paid $10,965,745 to The Ohio National Life Insurance Company to maintain this coverage. U.S. Bancorp also acts as a distributor of certain annuity and life insurance products offered by The Ohio National Life Insurance Company and its affiliates on terms generally consistent with those obtained by U.S. Bancorp from other product providers and with those generally provided to other bank and institutional distributors by Ohio National. United Medical Resources, Inc., of which Victoria Buyniski Gluckman is Chairman, President, Chief Executive Officer and 100% shareholder, serves as a third-party administrator for U.S. Bancorp's dental benefits plan. During fiscal year 2002, U.S. Bancorp paid $179,208 to United Medical in connection with its services. U.S. Bancorp leases office space from F.L. Building, Inc., in which Frank Lyon, Jr. owns an indirect interest. During fiscal year 2002, U.S. Bancorp paid $218,259 in lease payments to F.L. Building, Inc. Also during fiscal year 2002, Patrick T. Stokes purchased State of Missouri tax credits from our subsidiary U.S. Bancorp Community Development Corporation for a purchase price of $407,340. All of these transactions were conducted at arms' length in the ordinary course of business.